Rithm Capital stockholders approve 35 million share increase to 2023 incentive plan
At its May 21, 2026 annual meeting, Rithm Capital stockholders approved a First Amendment adding 35,000,000 shares to the reserve under the 2023 Omnibus Incentive Plan, bringing the total to 69,240,000 shares, less certain awards granted since April 1, 2026. They also re-elected two Class I directors, ratified Ernst & Young LLP as auditor for 2026, and approved executive pay on a non-binding advisory basis. The larger share reserve gives the company more room to make equity awards under the plan.
Key points
- First Amendment adds 35,000,000 shares to the 2023 Omnibus Incentive Plan, to 69,240,000 shares, less one share for each award granted on or after April 1, 2026 and before the meeting: 211,581,992 votes for, 11,987,771 against.
- David Saltzman (200,196,253 votes for) and William D. Addas (219,162,505 votes for) elected Class I directors until the 2029 annual meeting.
- Ernst & Young LLP ratified as independent auditor for fiscal year ending December 31, 2026: 368,163,966 for, 3,268,629 against.
- Advisory say-on-pay vote: 191,163,402 for, 32,850,187 against, 4,379,801 abstentions.
The filing
Written by AI on Nov 8, 2026, 1:05 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on May 21, 2026.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.